                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                 SCHEDULE 13D
                                (Rule 13d-101)

                   Under the Securities Exchange Act of 1934
                               (Amendment No. 7)

                       Personnel Group of America. Inc.
                       --------------------------------
                               (Name of Issuer)

                    Common Stock, par value $0.01 per share
                        (Title of Class of Securities)

                                   715338109
                                (CUSIP Number)

              MatlinPatterson Global Opportunities Partners L.P.
         MatlinPatterson Global Opportunities Partners (Bermuda) L.P.
             MatlinPatterson Global Opportunities Partners B, L.P.
                             Links Partners, L.P.
                             Inland Partners, L.P.
                      MatlinPatterson Global Advisers LLC
                      MatlinPatterson Global Partners LLC
                     MatlinPatterson Asset Management LLC
                              MatlinPatterson LLC
                            Coryton Management Ltd.
                               Mark R. Patterson
                                David J. Matlin
                                 Arthur Coady
                                  Elias Sabo
                               I. Joseph Massoud

                           (Name of Persons Filing)

<TABLE>
<CAPTION>

<S>                              <C>                                    <C>
    Mark R. Patterson             Joseph Milana and Chrissie Neves      Joseph Milana and Chrissie Neves
   MatlinPatterson LLC                   Links Partners, LP                   Inland Partners, LP
    520 Madison Avenue                    61 Wilton Avenue,                    61 Wilton Avenue,
 New York, New York 10022                     2nd Floor                            2nd Floor
Telephone: (212) 651-9555            Westport, Connecticut 06880          Westport, Connecticut 06880
                                      Telephone: (203) 221 1703            Telephone: (203) 221-l703
</TABLE>

           (Name, Address and Telephone Number of Person Authorized
                    to Receive Notices and Communications)

                                April 14, 2003
            (Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-l(e), 13d-l(f) or 13d-l(g), check the
following box [X]

Note: Schedules filed in paper format shall include a signed original and five
copies of the Schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.

The information required on this cover page shall not be deemed to be "filed"
for the purpose of Section 18 of the Securities Exchange Act of 1934
("Exchange Act") or otherwise subject to the liabilities of that section of
the Exchange Act but shall be subject to all other provisions of the Exchange
Act (however, see the Notes)

                        (Continued on following pages)



                                 Page 1 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ---------------------------------------------------------
CUSIP No.             715338109                                  Page 2 of 32
--------------------- ---------------------------------------------------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                    MatlinPatterson Global Opportunities Partners L.P.
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP        (a) |_|
                                                                       (b) |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                       |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Delaware
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                          0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                     73,301,898.5
-------------------------------------------------------------------------------
     11         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                PERSON
                          73,301,898.5
-------------------------------------------------------------------------------
     12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
               CERTAIN SHARES                                       |_|
-------------------------------------------------------------------------------
     13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14        TYPE OF REPORTING PERSON
                          PN
-------------------------------------------------------------------------------



                                 Page 2 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ------------------------------------------- -------------
CUSIP No.             715338109                                   Page 3 of 32
--------------------- ------------------------------------------- -------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                   MatlinPatterson Global Opportunities Partners (Bermuda) L.P.
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP    (a)  |_|
                                                                   (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Bermuda
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                   73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                         0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                     73,301,898.5
-------------------------------------------------------------------------------
     11         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                PERSON
                          73,301,898.5
-------------------------------------------------------------------------------
     12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
               CERTAIN SHARES                                         |_|
-------------------------------------------------------------------------------
     13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14        TYPE OF REPORTING PERSON
                          PN
-------------------------------------------------------------------------------



                                 Page 3 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- -------------------------------------------- ------------
CUSIP No.             715338109                                    Page 4 of 32
--------------------- -------------------------------------------- ------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       MatlinPatterson Global Opportunities Partners B, L.P.
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP    (a)  |_|
                                                                   (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------- ----------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Delaware
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                     881,448.45
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                          0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                       932,824
-------------------------------------------------------------------------------
     11         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                          932,824
-------------------------------------------------------------------------------
     12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
               CERTAIN SHARES                                           |_|
-------------------------------------------------------------------------------
     13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          1.82%
-------------------------------------------------------------------------------
     14        TYPE OF REPORTING PERSON
                          PN
-------------------------------------------------------------------------------



                                 Page 4 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ---------------------------------------------------------
CUSIP No.             715338109                                   Page 5 of 32
--------------------- ---------------------------------------------------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       Links Partners, L.P.
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP     (a)  |_|
                                                                    (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Bermuda
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                         0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                     73,301,898.5
-------------------------------------------------------------------------------
     11         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                          73,301,898.5
-------------------------------------------------------------------------------
     12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
               CERTAIN SHARES                                           |_|
-------------------------------------------------------------------------------
     13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14        TYPE OF REPORTING PERSON
                          PN
-------------------------------------------------------------------------------



                                 Page 5 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ------------------------------------------- -------------
CUSIP No.             715338109                                   Page 6 of 32
--------------------- ------------------------------------------- -------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       Inland Partners, L.P.
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP    (a)  |_|
                                                                   (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Bahamas
-------------------------------------------------------------------------------
    SHARES                   7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                             8                SHARED VOTING POWER
                                                   73,301,898.5
-------------------------------------------------------------------------------
                             9                SOLE DISPOSITIVE POWER
                                                        0
-------------------------------------------------------------------------------
                             10               SHARED DISPOSITIVE POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
     11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                          73,301,898.5
-------------------------------------------------------------------------------
     12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
               CERTAIN SHARES                                           |_|
-------------------------------------------------------------------------------
     13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14        TYPE OF REPORTING PERSON
                          PN
-------------------------------------------------------------------------------



                                 Page 6 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ------------------------------------------- -------------
CUSIP No.             715338109                                   Page 7 of 32
--------------------- ------------------------------------------- -------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       MatlinPatterson Global Advisers LLC
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP    (a)  |_|
                                                                   (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Delaware
-------------------------------------------------------------------------------
    SHARES                   7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                    73,301,898.5
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                             8                SHARED VOTING POWER
                                                       0
-------------------------------------------------------------------------------
                             9                SOLE DISPOSITIVE POWER
                                                       0
-------------------------------------------------------------------------------
                             10               SHARED DISPOSITIVE POWER
                                                   73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                     73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          IA
-------------------------------------------------------------------------------



                                 Page 7 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ------------------------------------------ --------------
CUSIP No.             715338109                                  Page 8 of 32
--------------------- ------------------------------------------ --------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       David J. Matlin
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP     (a)  |_|
                                                                    (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Delaware
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                        0
------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                     73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          IN
-------------------------------------------------------------------------------



                                 Page 8 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ------------------------------------------- -------------
CUSIP No.             715338109                                   Page 9 of 32
--------------------- ------------------------------------------- -------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       Mark R. Patterson
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  |_|
                                                                  (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Delaware
-------------------------------------------------------------------------------
    SHARES                   7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                         0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                     73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          IN
-------------------------------------------------------------------------------



                                 Page 9 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ---------------------------------------- ----------------
CUSIP No.             715338109                                Page 10 of 32
--------------------- ---------------------------------------- ----------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       MatlinPatterson Global Partners LLC
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP  (a)  |_|
                                                                 (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Delaware
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                         0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                     73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          HC
-------------------------------------------------------------------------------



                                 Page 10 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ----------------------------------------- ---------------
CUSIP No.             715338109                                 Page 11 of 32
--------------------- ----------------------------------------- ---------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       MatlinPatterson Asset Management LLC
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP    (a)  |_|
                                                                   (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Delaware
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                          0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                     73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          HC
-------------------------------------------------------------------------------



                                 Page 11 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ----------------------------------------- ---------------
CUSIP No.             715338109                                 Page 12 of 32
--------------------- ----------------------------------------- ---------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       MatlinPatterson LLC
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  |_|
                                                                  (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Delaware
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                         0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                          73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          HC
-------------------------------------------------------------------------------



                                 Page 12 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ---------------------------------------- ----------------
CUSIP No.             715338109                                Page 13 of 32
--------------------- ---------------------------------------- ----------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       Coryton Management Ltd.
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  |_|
                                                                  (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Bahamas
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                         0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                     73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          CO, HC
-------------------------------------------------------------------------------



                                 Page 13 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ---------------------------------------- ----------------
CUSIP No.             715338109                                Page 14 of 32
--------------------- ---------------------------------------- ----------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       Arthur Coady
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  |_|
                                                                  (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           Canada
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNE  BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                         0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                     73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          IN
-------------------------------------------------------------------------------



                                 Page 14 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ------------------------------------------ --------------
CUSIP No.             715338109                                  Page 15 of 32
--------------------- ------------------------------------------ --------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       Elias Sabo
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  |_|
                                                                  (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           United States of America
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                   73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                        0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                   73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                     73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          IN
-------------------------------------------------------------------------------



                                 Page 15 of 32
<PAGE>

                                 SCHEDULE 13D

--------------------- ----------------------------------------- ---------------
CUSIP No.             715338109                                 Page 16 of 32
--------------------- ----------------------------------------- ---------------
      1        NAMES OF REPORTING PERSONS
               I.R.S.  IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                       I. Joseph Massoud
-------------------------------------------------------------------------------
      2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  |_|
                                                                  (b)  |X|
-------------------------------------------------------------------------------
      3        SEC USE ONLY
-------------------------------------------------------------------------------
      4        SOURCE OF FUNDS
                           AF, WC
-------------------------------------------------------------------------------
      5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
               PURSUANT TO ITEMS 2(d) or 2(e)                           |_|
-------------------------------------------------------------------------------
      6        CITIZENSHIP OR PLACE OF ORGANIZATION
                           United States of America
-------------------------------------------------------------------------------
    SHARES                    7                SOLE VOTING POWER
 BENEFICIALLY
 OWNED BY EACH                                          0
   REPORTING
  PERSON WITH
-------------------------------------------------------------------------------
                              8                SHARED VOTING POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
                              9                SOLE DISPOSITIVE POWER
                                                         0
-------------------------------------------------------------------------------
                              10               SHARED DISPOSITIVE POWER
                                                    73,301,898.5
-------------------------------------------------------------------------------
     11              AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
                     PERSON
                     73,301,898.5
-------------------------------------------------------------------------------
     12              CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
                     CERTAIN SHARES                                     |_|
-------------------------------------------------------------------------------
     13              PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                          66.90%
-------------------------------------------------------------------------------
     14              TYPE OF REPORTING PERSON
                          IN
-------------------------------------------------------------------------------


                                 Page 16 of 32
<PAGE>



Introduction.
-------------

This Amendment No. 7 amends and supplements the Schedule 13D filed on April 5,
2002 (the "Initial Schedule 13D"), as amended and supplemented by Amendment
No. 1 to Schedule 13D, filed on June 5, 2002 ("Amendment No. l"), Amendment
No. 2 to Schedule 13D, filed on July 25, 2002 ("Amendment No. 2"), Amendment
No. 3 to Schedule 13D, filed on July 31, 2002 ("Amendment No. 3"), Amendment
No. 4 to Schedule 13D, filed on August 30, 2002 ("Amendment No. 4"), Amendment
No. 5 to Schedule 13D, filed on November 20, 2002 ("Amendment No. 5") and
Amendment No. 6 to Schedule 13D, filed on March 17, 2003. The Initial Schedule
13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4,
Amendment No. 5, Amendment No. 6 and Amendment No. 7 are collectively referred
to herein as "Schedule 13D".

Capitalized terms used and not defined in this Amendment No. 7 shall have the
meanings set forth in Schedule 13D.

Schedule 13D was originally filed by (i) Credit Suisse First Boston, a Swiss
bank, on behalf of itself and its subsidiaries to the extent that they
constituted part of the investment banking business of the Credit Suisse First
Boston business unit ("CSFB Business Unit"), in accordance with Securities and
Exchange Commission Release No. 34-39538 (January 12, 1998); (ii) CSFB Global
Opportunities Partners, L.P., a limited partnership organized under the laws
of Delaware ("CSFB Partners (Delaware)"), CSFB Global Opportunities Partners
(Bermuda), L.P., an exempted limited partnership organized under the laws of
Bermuda ("CSFB Partners (Bermuda)"), Links Partners, L.P., a Bahamian exempted
limited partnership ("Links"), and Inland Partners, L.P., a Bahamian exempted
limited partnership ("Inland"), by virtue of their beneficial ownership of the
5-3/4% Convertible Subordinated Notes due July 2004 (the "Notes") of Personnel
Group of America, Inc. (the "Issuer"), which were immediately convertible into
shares of common stock, par value $0.01 per share, of the Issuer (the "Issuer
Common Stock"), (iii) Hemisphere Global Opportunities Partners, Ltd., a
Bermuda corporation ("Hemisphere Partners"), as general partner of CSFB
Partners (Delaware) and CSFB Partners (Bermuda), (iv) Mutual Trust Management
(Bermuda) Limited (formerly The Hemisphere Trust Company Limited), a Bermuda
licensed trust company ("Mutual Trust"), the trustee of The Hemisphere Global
Opportunities Partners Charitable Trust, as the sole shareholder of Hemisphere
Partners, (v) Coryton Management Ltd., a Bahamian corporation ("Coryton"), as
general partner of Links and Inland, (vi) Arthur Coady, as director and sole
shareholder of Coryton and (vii) Elias Sabo and I. Joseph Massoud, as
attorneys-in-fact for each of Links and Inland, who have investment authority
over securities held by Links and Inland, with respect to the Common Stock.

Among other things, (i) Amendment No. 2 deleted Credit Swiss First Boston, on
behalf of itself and its subsidiaries to the extent they constituted part of
the CSFB Business Unit, as a Reporting Person, (ii) Amendment No. 3 added
MatlinPatterson LLC ("MatlinPatterson"), MatlinPatterson Asset Management LLC
("Matlin Asset Management") and MatlinPatterson Global Advisers LLC ("Matlin
Advisers") as Reporting Persons, and reflected the name changes of CSFB
Partners (Delaware) and CSFB Partners (Bermuda) to MatlinPatterson Global
Opportunities Partners L.P. ("Matlin Partners (Delaware)") and MatlinPatterson
Global Opportunities Partners (Bermuda) L.P. ("Matlin Partners (Bermuda)"),
respectively, (iii) Amendment No. 4 deleted Hemisphere Partners and Mutual
Trust as Reporting Persons and added MatlinPatterson Global



                               (Page 17 of 32)
<PAGE>

Partners LLC ("Matlin Partners") as a Reporting Person, (iv) Amendment No. 5
changed the address of the principal office and principal place of business
for MatlinPatterson, Matlin Asset Management, Matlin Partners, Matlin Advisers
and Matlin Partners (Delaware), disclosed the entering into of the Agreement
in Principal to negotiate terms of the Proposed Restructuring and the entering
into of the Purchase Option Agreement, disclosed various purchases of loans
and loan commitments by the Reporting Persons, disclosed the intent of each of
the Reporting Persons, and updated the interest in securities of the Issuer by
the Reporting Persons, and (v) Amendment No. 6 amended or corrected certain
information that changed since the filing of Amendment No. 5 and disclosed the
execution of the Restructuring Agreement among the Issuer, certain
subsidiaries of the Issuer, certain creditors of the Issuer, and certain
noteholders of the Issuer including Matlin Partners (Delaware), Inland and
Links on March 14, 2003 which related to a proposed restructuring of the
Issuer..

This Amendment No. 7 is filed on behalf of (i) Matlin Partners (Delaware),
Matlin Partners (Bermuda), MatlinPatterson Global Opportunities Partners B,
L.P. ("Matlin Partners B"), Links and Inland, by virtue of their beneficial
ownership of shares of Issuer Common Stock, Preferred Stock which are
immediately convertible into shares of Issuer Common shares of Issuer Common
Stock (subject to the restrictions discussed in Subsection F of Item 4 of
Amendment No. 7) and which entitle the holder to vote with the Issuer Common
Stock on an as-converted basis and warrants to purchase shares Issuer Common
Stock, (ii) Matlin Advisers, by virtue of its investment authority over
securities held by Matlin Partners (Delaware), Matlin Partners (Bermuda) and
Matlin Partners B, (iii) Matlin Partners, as general partner of Matlin
Partners (Delaware), Matlin Partners (Bermuda) and Matlin Partners B, (iv)
Matlin Asset Management, as the holder of all of the membership interests in
Matlin Partners and Matlin Advisers, (v) MatlinPatterson, as the holder of all
of the membership interests in Matlin Asset Management, (vi) Mark Patterson
and David Matlin, each as the holder of 50% of the membership interests in
MatlinPatterson (vii) Coryton, as general partner of Links and Inland, (viii)
Arthur Coady, as director and sole shareholder of Coryton and (ix) Elias Sabo
and I. Joseph Massoud, as attorneys-in-fact for each of Links and Inland, who
have investment authority over securities held by Links and Inland (Matlin
Partners (Delaware), Matlin Partners (Bermuda), Matlin Partners B, Links,
Inland, Matlin Advisers, Matlin Partners, Matlin Asset Management,
MatlinPatterson, Mark Patterson, David Matlin, Coryton, Arthur Coady, Elias
Sabo, and I. Joseph Massoud, collectively, the "Reporting Persons" and each a
"Reporting Person"), for purposes of (w) amending certain information that has
changed since the filing of Amendment No. 6, (x) disclosing the changes in the
holding of debt by the Reporting Persons under the credit facility, (y)
disclosing the closing on April 14, 2003 of the Notes Exchange as described
under the heading "The Notes Exchange" in Section D of Item 4 of Amendment No.
6 and (z) the entering into of the Second Amended and Restated Credit
Agreement and the related issuance to the Reporting Persons of common stock
purchase warrant shares and other changes in lieu of consummating the Loan
Exchange.

Item 4.  Purpose of Transaction.
         -----------------------

Subsections E of Item 4 of Schedule 13D is amended and restated in
their entirety as follows.  Subsection F will be added as follows:  Subsection
F in Amendment No. 6 will become subsection G and the second to last paragraph
of Subsection G is amended as follows.

E. PURCHASE OF DEBT UNDER CREDIT FACILITY.

On May 16, 2002, Matlin Partners (Delaware) purchased from a lender an
aggregate of $30.6 million of loan commitment ("Loans") under the Credit
Agreement (the "May 16th Purchase"). On August 12, 2002, Matlin Partners
(Delaware) purchased from a lender under the Credit


                               (Page 18 of 32)
<PAGE>


Agreement an additional $13.6 million of Loans (the "August 12th Purchase").
On November 4, 2002, Matlin Partners (Delaware) purchased from a lender under
the Credit Agreement an additional $13.6 million of Loans ("November 4th
Purchase"). Links and Inland have purchased approximately 50% of such Loans
from Matlin Partners (Delaware). As a result of the May 16th Purchase, the
August 12th Purchase and the November 4th Purchase, paydowns to principal on
the total commitment amount by the Issuer and the reduction of the total
commitment amount under the Credit Agreement by $22 million in connection with
the Issuer entering into the Purchase Option Agreement, the total commitment
amount under the Credit Agreement as of April 10, 2003, was $114 million and
Matlin Partners (Delaware), Links and Inland held an aggregate of
approximately $48.5 million which constituted approximately 42.5% of the total
commitment amount under the Credit Agreement.

On April 11, 2003, Matlin Partners (Delaware), Links and Inland each executed
a trade confirmation with another Restructuring Agreement Noteholder ("Trade
Noteholder") to sell debt under the existing Credit Agreement to such Trade
Noteholder. Pursuant to the trade confirmations, (i) Matlin Partners
(Delaware) agreed to sell $10,470,072.40 of the funded commitment and
$1,118,162.90 of the unfunded commitment (including issued but undrawn letters
of credit) under the Credit Agreement which constituted 50% of the funded and
unfunded commitment held by Matlin Partners (Delaware), (ii) Links agreed to
trade $5,672,174.77 of the funded commitment and $605,766.41 of the unfunded
commitment (including issued but undrawn letters of credit) under the Credit
Agreement which constituted 50% of the funded and unfunded commitment held by
Links and (iii) Inland agreed to sell $5,745,252.84 of the funded commitment
and $613,570.69 of the unfunded commitment (including issued but undrawn
letters of credit) under the Credit Agreement which constituted 50% of the
funded and unfunded commitment held by Links. Under all of the trade
confirmations, the Trade Noteholder agreed to pay 75% of the funded commitment
amounts and to assume all obligations and liabilities of the unfunded
commitment amounts purchased.

As discussed in Subsection F of Item 4 of Amendment No. 7 below, on April 14,
2003 the Issuer and the lenders under the Credit Agreement entered into the
Second Credit Agreement (as defined below). On April 11, 2003, in anticipation
of the Issuer and the lenders entering into the Second Credit Agreement,
Matlin Partners (Delaware) entered into a letter agreement (the "MP Debt
Option") with the Trade Noteholder pursuant to which (i) Matlin Partners
(Delaware) granted to the Trade Noteholder an option to purchase from Matlin
Partners (Delaware) 50% of the aggregate amount of any debt under the Second
Credit Agreement purchased or acquired by Matlin Partners (Delaware) or any of
its related, associated and affiliated persons and entities and (ii) the Trade
Noteholder granted to Matlin Partners (Delaware) an option to purchase from
the Trade Noteholder 25% of the aggregate amount of any debt under the Second
Credit Agreement purchased or acquired by the Trade Noteholder or any of its
related, associated and affiliated persons and entities. In addition, Inland
and Links entered into a letter agreement (the "Inland/Links Debt Option")
with the Trade Noteholder pursuant to which (i) Inland and Links granted to
the Trade Noteholder an option to purchase from Inland and Links 50% of the
aggregate amount of any debt under the Second Credit Agreement purchased or
acquired by Inland and Links or any of their related, associated and
affiliated persons and entities and (ii) the Trade Noteholder granted to Links
and Inland an option to purchase from the Trade Noteholder 25% of the
aggregate amount of any debt under the Second Credit Agreement purchased or
acquired by the Trade Noteholder or any of its related, associated and
affiliated persons. Under


                               (Page 19 of 32)
<PAGE>


each of the letter agreements, the entity exercising the option may purchase
the debt upon the same terms and conditions as the person granting the option.
The options granted under the letter agreements will expire on the termination
date of the letter agreements which is the earlier of May 1, 2005 or the
termination of the Second Credit Agreement.

This brief description of the MP Debt Option and the Inland/Links Debt Option
and the rights of Matlin Partners (Delaware), Inland and Links thereunder is
not intended to be complete and is qualified in its entirety by reference to
the full text of the MP Debt Option and the Inland/Links Debt Option, which
are annexed hereto as Exhibits 16 and 17, respectively, which are incorporated
herein by reference.

Subject to the foregoing agreements and arrangements, the Reporting Persons
may purchase or sell additional Loans pursuant to the Second Credit Agreement
in the future.

F. CLOSING OF NOTES EXCHANGE.

On April 14, 2003, the Notes Exchange was consummated in accordance with the
terms of the Restructuring Agreement as described under the heading "The Notes
Exchange" in Section D of Item 4 of Amendment No. 6. Pursuant to the Notes
Exchange, the Issuer issued to the Restructuring Agreement Noteholders, in the
aggregate, 20,940,425 shares of Issuer Common Stock and 1,044,433 shares of
Series B Convertible Participating Preferred Stock, par value $0.01 per share
of the Issuer ("Preferred Stock"), which together represent approximately 82%
of the outstanding Issuer Common Stock and the existing shareholders of the
Issuer retained ownership of their outstanding 26,881,212 shares of Issuer
Common Stock, which represent approximately 18% of the outstanding Issuer
Common Stock (assuming for this purpose conversion of all shares of Preferred
Stock and subject to dilution by the exercise of options under equity
incentive plans and Warrants (as described in Subsection F of Item 4 of
Amendment No. 7 and as defined therein)).

Each share of Preferred Stock is immediately convertible into 100 shares of
Issuer Common Stock; provided, that, pursuant to the terms of the certificate
of designation for the Preferred Stock, no shares of Preferred Stock may be
converted into shares of Issuer Common Stock until the Issuer's certificate of
incorporation is amended to increase the number of authorized shares of Issuer
Common Stock or to effect a reverse split of outstanding shares of Issuer
Common Stock, such that immediately following such amendment the number of
authorized but unissued shares of Issuer Common Stock shall be greater than
the number of shares of Issuer Common Stock into which all of the then
outstanding shares of Preferred Stock are convertible. The holders of
Preferred Stock vote together with the holders of the Issuer Common Stock as a
single class in the same manner as the holders of Common Stock. In addition,
each holder of shares of Preferred Stock is entitled to the number of votes
equal to the number of votes such holder would be entitled to if such holder
held the whole number of shares of Issuer Common Stock into which all of the
holder's shares of Preferred Stock would be convertible.

Pursuant to the Notes Exchange, Matlin Partners (Delaware) exchanged
$30,268,500 in principal amount of Notes and received $870,219.38 in cash,
5,779,952 shares of Issuer Common Stock and 288,283 shares of Preferred Stock.
Inland and Links are together exchanged an aggregate of


                               (Page 20 of 32)
<PAGE>


$30,268,500 in principal amount of Notes and received an aggregate of
$870,219.38 in cash, 5,779,952 shares of Issuer Common Stock and 288,284
shares of Preferred Stock.

Pursuant to the terms of the Notes Exchange, the Issuer also reconstituted its
Board of Directors (the "Board") to provide for a seven-person Board and the
designation of two representatives of the Reporting Persons to serve as new
Board members, together with the Issuer's Chief Executive Officer, one
independent Board member who was designated by the Restructuring Agreement
Noteholders and three incumbent independent Board members who were designated
by the Issuer with the consent of the Restructuring Agreement Noteholders.

In addition, in connection with the Notes Exchange, the Issuer entered into a
registration rights agreement (the "Registration Rights Agreement"), with each
of the Restructuring Agreement Noteholders and each of the holders of
Warrants. The Registration Rights Agreement contains (i) two demand
registration rights, each right allowing the holders party to the agreement
holding, in the aggregate, a majority of the Issuer Common Stock (as defined
in the Registration Rights Agreement) to request that the Issuer register
shares of Issuer Common Stock so long as the anticipated aggregate offering
price to the public for such registration is expected to be at least $20
million and (ii) unlimited shelf-registration rights, each right allowing
Restructuring Agreement Noteholders holding, in the aggregate, 5% or more of
the outstanding Issuer Common Stock, to request that the Issuer file a
shelf-registration statement on behalf of such Restructuring Agreement
Noteholders. The Registration Rights Agreement also includes, among other
things: (a) provisions requiring the Company to pay for customary fees and
expenses relating to the exercise of such registration rights, (b) customary
indemnification provisions and (c) customary representations and warranties.
The rights of the holders who are party to the Registration Rights Agreement
will terminate under the Registration Rights Agreement with respect to a
holder once the holder is legally able to dispose of all of its securities
registrable under Registration Rights Agreement pursuant to Rule 144 of the
Securities Act of 1933, as amended.

This description of the Registration Rights Agreement and the rights of Matlin
Partners (Delaware), Inland and Links thereunder is not intended to be
complete and is qualified in its entirety by reference to the full text of the
Registration Rights Agreement, which is annexed hereto as Exhibit 15, which is
incorporated herein by reference.

Second Credit Agreement
-----------------------

Pursuant to the terms of the Restructuring Agreement, in lieu of consummating
the Loan Exchange and the transactions contemplated by the Purchase Option
Agreement, the Senior Lenders, Matlin Partners (Delaware), Inland and Links
have each delivered a written consent pursuant to Section 1.1(a)(iv)(A) of the
Restructuring Agreement to enter into the Second Amended and Restated Credit
Agreement dated April 14, 2003 among the Issuer, the subsidiaries of the
Issuer from time to time party thereto and the several lenders from time to
time party thereto (the "Second Credit Agreement"). In connection with such
consents, Restructuring Agreement Noteholders holding at least 90% of the
Notes have consented in writing to consummate the Notes Exchange as
contemplated in the Restructuring Agreement.


                               (Page 21 of 32)
<PAGE>


In connection with entering into the Second Credit Agreement, the Issuer (i)
was forgiven $10,300,000 in principal amount of debt under the existing Credit
Agreement, (ii) repaid approximately $38.0 million of certain outstanding
borrowings pro rata to the lenders under the existing Credit Agreement and
(iii) issued common stock purchase warrant shares (the "Warrants") to the
lenders under the Second Credit Agreement entitling them to purchase
19,224,916 shares of Issuer Common Stock, or approximately 10% of the
outstanding Issuer Common Stock on a fully diluted basis issued. The Second
Credit Agreement provides for a $70.7 million revolving line of credit due May
2004 and is subject to certain maturity date extensions in six-month
increments up through May 2005. The Second Credit Agreement contains customary
covenants, including financial covenants that require monthly maintenance of
minimum tangible net worth and EBITDA levels. The Second Credit Agreement also
contains restrictions on the payment of cash dividends on the Issuer's capital
stock and places additional limitations on share repurchases, acquisitions and
capital expenditures. The Warrants are exercisable in whole or part over a
10-year period and the exercise price thereunder is $0.3121 per share.
Pursuant to the terms of the Second Credit Agreement, Links received 2,117,419
Warrant Shares, Inland received 2,144,699 Warrants and Matlin Partners
(Delaware) received 3,908,471 Warrants.

Pursuant to the trade confirmations, discussed in paragraph E above, Matlin
Partners (Delaware), Inland and Links agreed to sell 50% of the debt under the
existing Credit Agreement held by Matlin Partners (Delaware), Inland and Links
to the Trade Noteholder Upon settlement of the trade, which is expected to
occur in approximately 20 days, Matlin Partners (Delaware), Inland and Links
will transfer the consideration they received with respect to the Second
Credit Agreement relating to such traded debt to the Trade Noteholder,
including 50% of the Warrants received by Matlin Partners (Delaware), Inland
and Links. As such, after the settlement of the sale of the debt, Links will
be the record holder of 1,058,709.5 Warrants, Inland will be the record holder
of 1,072,349.5 Warrants and Matlin Partners (Delaware) will be the record
holder of 1,954,125.5 Warrants. If any options under the MP Debt Option or the
Inland/Links Debt Option (as discussed in Subsection E of Item 4 of Amendment
No. 7) are exercised, Warrants attached to the debt that is traded will also
be transferred and the number of Warrants held by the Reporting Persons will
change accordingly.

AMENDMENT TO SUBSECTION G.

Subsection G is amended to add the following after the second to last
paragraph thereto:

Chris Pechock, an employee of Matlin Advisers, serves on the Board of
Directors of the Issuer. As a director of the issuer, Chris Pechock may have
influence over the corporate activities of the issuer, including activities
which may relate to items described in Items 4(a) - (j) of Schedule 13D.

Item 5.   Interest in Securities of the Issuer.
          -------------------------------------

Subsections (a) and (b) of Item 5 of Schedule 13D are amended and restated in
their entirety to read as follows:

As of the date hereof, the Reporting Persons' interests in Issuer Common Stock
are as follows:

     (a) (i) As of the date hereof, the Reporting Persons' interests in Issuer
Common Stock in the aggregate are as follows: (i) Matlin Partners (Delaware),
Links, Inland



                               (Page 22 of 32)
<PAGE>


MatlinPatterson, Matlin Asset Management, Matlin Advisers, Matlin Partners,
Matlin Partners (Bermuda), Mark Patterson, David Matlin, Coryton, Arthur
Coady, Elias Sabo and I. Joseph Massoud,in the aggregate beneficially own or
may be deemed to beneficially own 73,301,895.5 shares of Issuer Common Stock
consisting of (A) 11,559,904 shares of Issuer Common Stock, (B) 576,567 shares
of Preferred Stock which are immediately convertible into 57,656,700 shares of
Issuer Common Stock (subject to the restrictions discussed in Subsection F of
Item 4 of Amendment No. 7) and which entitle the holder to vote with the
Issuer Common Stock on an as-converted basis and (C) 4,085,294.5 Warrants to
purchase 4,085,294.5 shares of Issuer Common Stock. The 73,301,898.5 shares of
Issuer Common Stock represent beneficial ownership of approximately 66.90% of
the issued and outstanding shares of Issuer Common Stock (based on 47,821,637
shares of Issuer Common Stock issued and outstanding as of April 15, 2003, as
reported in the Issuer's press release included in the Issuer's Form 8-K filed
on April 15, 2003, and assuming conversion of the Preferred Stock and exercise
of the Warrants directly beneficially owned by the Reporting Persons). Matlin
Partners B may be deemed to be an indirect beneficial owner of certain of the
Issuer Common Stock as described in paragraph (vi) of this Item 5(a).

(ii) As of the date hereof, Matlin Partners (Delaware) is the direct
beneficial owner of 36,562,487.5 shares of Issuer Common Stock consisting of
(A) 5,779,952 shares of Issuer Common Stock, (B) 288,283 shares of Preferred
Stock which are immediately convertible into 28,828,300 shares of Issuer
Common Stock (subject to the restrictions discussed in Subsection F of Item 4
of Amendment No. 7) and which entitle the holder to vote with the Issuer
Common Stock on an as-converted basis and (C) 1,954,235.5 Warrants to purchase
1,954,235.5 shares of Issuer Common Stock. The 36,562,487.5 shares of Issuer
Common Stock represent beneficial ownership of approximately 46.51% of the
issued and outstanding shares of Issuer Common Stock (based on 47,821,637
shares of Issuer Common Stock issued and outstanding as of April 15, 2003, as
reported in the Issuer's press release included in the Issuer's Form 8-K filed
on April 15, 2003, and assuming conversion of the Preferred Stock and exercise
of the Warrants directly beneficially owned by Matlin Partners (Delaware)).
Pursuant to the Intercreditor Agreement, Matlin Partners (Delaware) may also
be deemed to beneficially own the shares beneficially owned by Links and
Inland, with the aggregate shares and percentages disclosed in paragraph (i)
of this Item 5(a).

(iii) As of the date hereof, Links is the direct beneficial owner of
18,362,885.5 shares of Issuer Common Stock consisting of (A) 2,889,976 shares
of Issuer Common Stock, (B) 144,142 shares of Preferred Stock which are
immediately convertible into 14,414,200 shares of Issuer Common Stock (subject
to the restrictions discussed in Subsection F of Item 4 of Amendment No. 7)
and which entitle the holder to vote with the Issuer Common Stock on an
as-converted basis and (C) 1,058,709.5 Warrants to purchase 1,058,709.5 shares
of Issuer Common Stock. The 18,362,885.5 shares of Issuer Common Stock
represent beneficial ownership of approximately


                               (Page 23 of 32)
<PAGE>


29.01% of the issued and outstanding shares of Issuer Common Stock (based on
47,821,637 shares of Issuer Common Stock issued and outstanding as of April
15, 2003, as reported in the Issuer's press release included in the Issuer's
Form 8-K filed on April 15, 2003, and assuming conversion of the Preferred
Stock and exercise of the Warrants directly beneficially owned by Links).
Pursuant to the Intercreditor Agreement, Links may also be deemed to
beneficially own the shares beneficially owned by Matlin Partners (Delaware)
and Inland, with the aggregate shares and percentages disclosed in paragraph
(i) of this Item 5(a).

(iv) As of the date hereof, Inland is the direct beneficial owner of
18,376,525.5 shares of Issuer Common Stock consisting of (A) 2,889,976 shares
of Issuer Common Stock, (B) 144,142 shares of Preferred Stock which are
immediately convertible into 14,414,200 shares of Issuer Common Stock (subject
to the restrictions discussed in Subsection F of Item 4 of Amendment No. 7)
and which entitle the holder to vote with the Issuer Common Stock on an
as-converted basis and (C) 1,072,349.5 Warrants to purchase 1,072,349.5 shares
of Issuer Common Stock. The 18,376,525.5 shares of Issuer Common Stock
represent beneficial ownership of approximately 29.03% of the issued and
outstanding shares of Issuer Common Stock (based on 47,821,637 shares of
Issuer Common Stock issued and outstanding as of April 15, 2003, as reported
in the Issuer's press release included in the Issuer's Form 8-K filed on April
15, 2003, and assuming conversion of the Preferred Stock and exercise of the
Warrants directly beneficially owned by Inland). Pursuant to the Intercreditor
Agreement, Inland may also be deemed to beneficially own the shares
beneficially owned by Links and Matlin Partners (Delaware), with the aggregate
shares and percentages disclosed in paragraph (i) of this Item 5(a).

(v) Matlin Partners (Delaware) and Matlin Partners (Bermuda) have entered into
a Participation Agreement (the "Bermuda Participation Agreement") dated as of
May 15, 2001. Pursuant to such agreement, Matlin Partners (Bermuda) holds a
participation interest in its pro rata share of the right, title and interest
in the Issuer Common Stock beneficially owned by Matlin Partners (Delaware).
Matlin Partners (Bermuda)'s pro rata share currently yields a participation
interest equal 9,220,291.54 shares of Issuer Common Stock consisting of (A)
1,457,582.52 shares of Issuer Common Stock, (B) 72,698.9187 shares of
Preferred Stock which are immediately convertible into 7,269,891.87 shares of
Issuer Common Stock (subject to the restrictions discussed in Subsection F of
Item 4 of Amendment No. 7) and which entitle the holder to vote with the
Issuer Common Stock on an as-converted basis and (C) 492,817,15 Warrants to
purchase 492,817.15 shares of Issuer Common Stock. By reason of such
relationship, Matlin Partners (Bermuda) may be deemed to share voting and
dispositive power over 9,220,291.54 shares owned by Matlin Partners
(Delaware). The 9,220,291.54 shares of Issuer Common Stock represent
beneficial ownership of approximately 16.59% of the issued and outstanding
shares of Issuer Common Stock (based on 47,821,637 shares of Issuer Common
Stock issued and outstanding as of April 15, 2003, as reported in the Issuer's
press release included in the Issuer's Form 8-K filed on April 15, 2003, and
assuming conversion of the Preferred Stock and exercise of the Warrants in
which Matlin Partners (Bermuda) has a participation interest). Pursuant to the
Intercreditor Agreement, Matlin Partners (Bermuda) may also be deemed to
beneficially own the shares owned by Matlin Partners (Delaware), Links and
Inland with the aggregate shares and percentages disclosed in paragraph (i) of
this Item 5(a).


                               (Page 24 of 32)
<PAGE>


(vi) Matlin Partners (Delaware) and Matlin Partners B have entered into a
Participation Agreement (the "B Participation Agreement") dated as of July 16,
2002. Pursuant to such agreement, Matlin Partners B holds a participation
interest in 2.4108% of the right, title and interest in the Issuer Common
Stock beneficially owned by Matlin Partners (Delaware). Matlin Partners B's
participation interest equals 881,448.45 shares of Issuer Common Stock
consisting of (A) 139,343.08 shares of Issuer Common Stock, (B) 6,949.9266
shares of Preferred Stock which are immediately convertible into 694,992.66
shares of Issuer Common Stock (subject to the restrictions discussed in
Subsection F of Item 4 of Amendment No. 7) and which entitle the holder to
vote with the Issuer Common Stock on an as-converted basis and (C) 47,112.71
Warrants to purchase 47,112.71 shares of Issuer Common Stock. By reason of
such relationship, Matlin Partners B may be deemed to share voting and
dispositive power over 881,448.45 shares owned by Matlin Partners (Delaware).
The 881,448.45 shares of Issuer Common Stock represent beneficial ownership of
approximately 1.82% of the issued and outstanding shares of Issuer Common
Stock (based on 47,821,637 shares of Issuer Common Stock issued and
outstanding as of April 15, 2003, as reported in the Issuer's press release
included in the Issuer's Form 8-K filed on April 15, 2003, and assuming
conversion of the Preferred Stock and exercise of the Warrants in which Matlin
Partners B has a participation interest).

(vi) Matlin Partners serves as General Partner of Matlin Partners (Delaware).
By reason of such relationship, Matlin Partners may be deemed to share voting
and dispositive power over the shares owned by Matlin Partners (Delaware).
Pursuant to the Intercreditor Agreement, Matlin Partners may also be deemed to
beneficially own the shares owned by Links and Inland with the aggregate
shares and percentages disclosed in paragraph (i) of this Item 5(a).

(vii) Matlin Advisers serves as investment advisor to Matlin Partners
(Delaware). By reason of such relationship, Matlin Advisers may be deemed to
share voting and dispositive power over the shares owned by Matlin Partners
(Delaware). Pursuant to the Intercreditor Agreement, Matlin Advisers may also
be deemed to beneficially own the shares owned by Links and Inland with the
aggregate shares and percentages disclosed in paragraph (i) of this Item 5(a).

(viii) Matlin Asset Management is the holder of all of the membership
interests in Matlin Partners and Matlin Advisers. By reason of such
relationship, Matlin Asset Management may be deemed to share voting and
dispositive power over the shares owned by Matlin Partners (Delaware).
Pursuant to the Intercreditor Agreement, Matlin Asset Management may also be
deemed to beneficially own the shares owned by Links and Inland with the
aggregate shares and percentages disclosed in paragraph (i) of this Item 5(a).

(ix) MatlinPatterson is the holder of all of the membership interests in
Matlin Asset Management. By reason of such relationship, MatlinPatterson may
be deemed to share voting and dispositive power over the shares owned by
Matlin Partners (Delaware). Pursuant to the Intercreditor Agreement,
MatlinPatterson may also be deemed to beneficially own the shares owned by
Links and Inland with the aggregate shares and percentages disclosed in
paragraph (i) of this Item 5(a).


                               (Page 25 of 32)
<PAGE>


(x) Mark Patterson and David Matlin are each the holder of 50% of the
membership interests in MatlinPatterson. By reason of such relationships, each
of Mark Patterson and David Matlin may be deemed to share voting and
dispositive power over the shares owned by Matlin Partners (Delaware).
Pursuant to the Intercreditor Agreement, Mark Patterson and David Matlin may
each also be deemed to beneficially own the shares owned by Links and Inland
with the aggregate shares and percentages disclosed in paragraph (i) of this
Item 5(a).

(xi) Coryton serves as General Partner of Links and Inland. By reason of such
relationships, Coryton may be deemed to share voting and dispositive power
over the shares owned by Links and Inland. Pursuant to the Intercreditor
Agreement, Coryton may also be deemed to share voting and dispositive power
over the shares owned by Matlin Partners (Delaware) with the aggregate shares
and percentages disclosed in paragraph (i) of this Item 5(a).

(xii) Arthur Coady serves as sole shareholder of Coryton. By reason of such
relationship, Arthur Coady may be deemed beneficially own the shares owned by
Links and Inland. Pursuant to the Intercreditor Agreement, Arthur Coady may
also be deemed to beneficially own the shares owned by Matlin Partners
(Delaware) with the aggregate shares and percentages disclosed in paragraph
(i) of this Item 5(a).

(xiii) Elias Sabo and I. Joseph Massoud serve as attorney-in-fact for each of
Links and Inland, who have investment authority over securities held by Links
and Inland. By reason of such relationships, Elias Sabo and I. Joseph Massoud
may be deemed to share voting and dispositive power over the shares owned by
Links and Inland. Pursuant to the Intercreditor Agreement, Elias Sabo and I.
Joseph Massoud may also be deemed to beneficially own the shares owned by
Matlin Partners (Delaware) with the aggregate shares and percentages disclosed
in paragraph (i) of this Item 5(a).

     (b) To the best knowledge of MatlinPatterson, Matlin Asset Management,
Matlin Advisers, Matlin Partners and Coryton with respect to the directors and
executive officers named in their respective schedules to the Schedule 13D,
none of the persons (i) beneficially owns any shares of Issuer Common Stock
(other than in his or her capacity as a controlling member, executive officer
or director of such corporation or limited liability company) or (ii) has the
right to acquire any Issuer Common Stock owned by other parties.

The filing of this Amendment No. 7 shall not be construed as an admission by
any of the Reporting Persons that it is, for purposes of Section 13(d) of the
Exchange Act, the beneficial owner of shares of Issuer Common Stock owned by
other parties.

Pursuant to the Intercreditor Agreement, Matlin Partners (Delaware), Matlin
Partners (Bermuda), Links and Inland agree to vote all of the shares of
capital stock of the Issuer beneficially owned by them, directly or
indirectly, as unanimously agreed upon by them.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
        ---------------------------------------------------------------------
to Securities of the Issuer.
----------------------------

Item 6 of the Schedule 13D is hereby amended and supplemented by adding the
following to the end of said Item 6:


                               (Page 26 of 32)
<PAGE>


Reference is made to the descriptions of the MP Debt Option and the
Inland/Links Debt Option set forth in Subsection E of Item 4 of this Amendment
No. 7 and to the MP Debt Option and the Inland/Links Option which are annexed
hereto as Exhibits 16 and 17.

Reference is made to the description of the Registration Rights Agreement set
forth in Subsection F of Item 4 of this Amendment No. 7 and to the
Registration Rights Agreement which is annexed hereto as Exhibit 15.

Each of Links and Inland has executed a limited power of attorney, dated
November 8, 2002 (each a "Power of Attorney" and together the "Powers of
Attorney") appointing each of I. Joseph Massoud and Elias Sabo as attorney in
fact to take certain actions including, but not limited to, the sale, transfer
or exercise of conversion rights of any securities beneficially owned by each
of Links or Inland.

Reference is made to the descriptions of the Second Amended and Restated
Credit Agreement in Item 4 of this Amendment No. 7 and to the Second Amended
and Restated Credit Agreement which is annexed hereto as Exhibit 11, which is
incorporated herein by reference.

Reference is made to the [descriptions of the certificate of designation for
Series B (the "Certificate of Designation")] in Item 4 of this Amendment No.
7 and to the Certificate of Designation annexed hereto as Exhibit 12, which is
incorporated herein by reference.

Reference is made to the form of the [Issuer Common Stock purchase warrant
(the "Purchase Warrant")] in Item 4 of this Amendment No. 7, and to the
Purchase Warrant annexed hereto as Exhibit 13, which is incorporated herein by
reference. .

Reference is made to the form of the Restructure Agreement in Item 4 of this
Amendment No. 7 and to the Restructure Agreement which is annexed hereto as
Exhibit 14, which is incorporated herein by reference.

Item 7.   Materials to be Filed as Exhibits.
          ---------------------------------

Item 7 of Schedule 13D is hereby amended by replacing Exhibit 5 and adding the
following to the end of said Item 7:

<TABLE>
<CAPTION>

Exhibit No.          Description
-----------          -----------

<S>                  <C>
         5           Joint Filing Agreement,  dated as of April 15, 2003, by and among  MatlinPatterson LLC,
                     MatlinPatterson   Asset   Management   LLC,   MatlinPatterson   Global   Advisers  LLC,
                     MatlinPatterson  Global Partners LLC,  MatlinPatterson  Global  Opportunities  Partners
                     L.P.,  MatlinPatterson  Global Opportunities  Partners (Bermuda) L.P.,  MatlinPatterson
                     Global  Opportunities  Partners B, L.P., Links Partners,  L.P., Inland Partners,  L.P.,
                     Coryton Management Ltd., Mark Patterson,  David Matlin, Arthur Coady, Elias Sabo and I.
                     Joseph Massoud.

        11           Second Amended and Restated Credit Agreement,  dated as of April 14, 2003, by and among
                     Personnel Group of America,  Inc.,  certain of its  subsidiaries  listed  therein,  the
                     several  lenders from time to time party  thereto and Bank of


                               (Page 27 of 32)
<PAGE>


                     America,  N.A.,  formerly NationsBank, N.A.

        12           Certificate of Designation.

        13           Form of the Common Stock Purchase Warrant,  dated April 11, 2003, by Personnel Group of
                     America, Inc.

        14           Restructure  Agreement,  dated April 14, 2003, by and among Personnel Group of America,
                     Inc., certain of its subsidiaries  listed therein,  the several financial  institutions
                     from time to time party thereto and Bank of America, N.A., formerly NationsBank, N.A.

        15           Registration Rights Agreement,  dated April 14, 2003, among Personnel Group of America,
                     Inc. and the parties named therein.

        16           Option   Agreement,   dated  April  11,   2003,   between  R2   Investments,   LDC  and
                     MatlinPatterson Global Opportunities Fund, L.P.

        17           Option  Agreement,  dated April 11, 2003,  among R2 Investments,  LDC, Inland Partners,
                     L.P. and Links Partners, L.P.
</TABLE>


                               (Page 28 of 32)
<PAGE>


                                   SIGNATURE

     After reasonable inquiry and to the best of our knowledge and belief, we
certify that the information set forth in this Amendment No. 7 is true,
complete and correct.

Dated: April 16, 2003

                                MATLINPATTERSON LLC


                                By:   /s/ Mark R. Patterson
                                     ----------------------------------------
                                       Name:   Mark R. Patterson
                                       Title:  Member


                                MATLINPATTERSON ASSET MANAGEMENT LLC


                                By:  MatlinPatterson LLC, its manager

                                By:    /s/ Mark R. Patterson
                                     ----------------------------------------
                                       Name:   Mark R. Patterson
                                       Title:  Member


                                MATLINPATTERSON GLOBAL ADVISERS LLC


                                By:    /s/ Mark R. Patterson
                                     ----------------------------------------
                                       Name:   Mark R. Patterson
                                       Title:  Chairman


                                MATLINPATTERSON GLOBAL PARTNERS LLC


                                By:    /s/ Mark R. Patterson
                                     ----------------------------------------
                                       Name:   Mark R. Patterson
                                       Title:  Director


                                MATLINPATTERSON GLOBAL
                                OPPORTUNITIES PARTNERS L.P.


                                By:  MatlinPatterson Global Partners LLC

                                By:    /s/ Mark R. Patterson
                                     ----------------------------------------
                                       Name:   Mark R. Patterson
                                       Title:  Director



                               (Page 29 of 32)
<PAGE>


                                MATLINPATTERSON GLOBAL
                                OPPORTUNITIES PARTNERS (BERMUDA) L.P.

                                By:  MatlinPatterson Global Partners LLC

                                By:    /s/ Mark R. Patterson
                                     ----------------------------------------
                                       Name:   Mark R. Patterson
                                       Title:  Director

                                MATLINPATTERSON GLOBAL
                                OPPORTUNITIES PARTNERS B, L.P.

                                By:  MatlinPatterson Global Partners LLC

                                By:    /s/ Mark R. Patterson
                                     ----------------------------------------
                                       Name:   Mark R. Patterson
                                       Title:  Director

                                LINKS PARTNERS, L.P.

                                By:  Coryton Management Ltd., its general
                                     partner

                                By:   /s/ Arthur Coady
                                     ----------------------------------------
                                       Name:   Arthur Coady
                                       Title:  President

                                INLAND PARTNERS, L.P.

                                By:  Coryton Management Ltd., its general
                                     partner

                                By:    /s/ Arthur Coady
                                     ----------------------------------------
                                       Name:   Arthur Coady
                                       Title:  President

                                CORYTON MANAGEMENT LTD

                                By:    /s/ Arthur Coady
                                     ----------------------------------------
                                       Name:   Arthur Coady
                                       Title:  President

                                DAVID J. MATLIN

                                By:    /s/ David J. Matlin
                                     ----------------------------------------
                                       Name:  David J. Matlin

                                MARK R. PATTERSON

                                By:    /s/ Mark R. Patterson
                                     ----------------------------------------
                                       Name:  Mark R. Patterson


                               (Page 30 of 32)
<PAGE>


                                ARTHUR COADY

                                By:    /s/ Arthur Coady
                                     ----------------------------------------
                                       Name:  Arthur Coady

                                ELIAS SABO

                                By:    /s/ Elias Sabo
                                     ----------------------------------------
                                       Name:  Elias Sabo


                                I. JOSEPH MASSOUD

                                By:    /s/ I. Joseph Massoud
                                     ----------------------------------------
                                       Name:  I. Joseph Massoud


                               (Page 31 of 32)
<PAGE>


                                                                EXHIBIT INDEX
                                                                -------------

<TABLE>
<CAPTION>

      Exhibit No.         Description
      -----------         -----------

      <S>                 <C>
           5              Joint Filing Agreement,  dated as of April 15, 2003, by and among  MatlinPatterson
                          LLC,  MatlinPatterson Asset Management LLC,  MatlinPatterson  Global Advisers LLC,
                          MatlinPatterson   Global  Partners  LLC,   MatlinPatterson   Global  Opportunities
                          Partners L.P.,  MatlinPatterson  Global  Opportunities  Partners  (Bermuda)  L.P.,
                          MatlinPatterson  Global  Opportunities  Partners B, L.P.,  Links  Partners,  L.P.,
                          Inland  Partners,  L.P.,  Coryton  Management  Ltd., Mark Patterson,  David Matlin
                          Arthur Coady, Elias Sabo and I. Joseph Massoud.

           11             Second Amended and Restated Credit  Agreement,  dated as of April 14, 2003, by and
                          among  Personnel  Group of  America,  Inc.,  certain  of its  subsidiaries  listed
                          therein,  the several lenders from time to time party thereto and Bank of America,
                          N.A., formerly NationsBank, N.A.

           12             Certificate of Designation.

           13             Form of the Common Stock  Purchase  Warrant,  dated April 11,  2003,  by Personnel
                          Group of America, Inc.

           14             Restructure  Agreement,  dated April 14,  2003,  by and among  Personnel  Group of
                          America,  Inc., certain of its subsidiaries listed therein,  the several financial
                          institutions from time to time party thereto and Bank of America,  N.A.,  formerly
                          NationsBank, N.A.

           15             Registration  Rights  Agreement,  dated April 14, 2003,  among  Personnel Group of
                          America, Inc. and the parties named therein.

           16             Option  Agreement,  dated  April  11,  2003,  between  R2  Investments,   LDC  and
                          MatlinPatterson Global Opportunities Fund, L.P.

           17             Option  Agreement,  dated  April  11,  2003,  among R2  Investments,  LDC,  Inland
                          Partners, L.P. and Links Partners, L.P.
</TABLE>



                               (Page 32 of 32)

